Last month I talked about the idea of cashing in today by selling some
of your residual payments. This month I'd like to talk about some of
the specific things that you need to be doing FAR in advance to make it
a lot easier and a lot more valuable.
Believe it or not it all starts at the very beginning of your
relationship with an ISO or Processor. That's right. What's in your
contract? Does it give you the ability to reassign your residuals?
Does the ISO have to approve the buyer? Do they have a right of first
refusal? How long do they have to exercise that right? Will they
provide additional reporting and play ball in a sale? Are there a lot
of clauses that will allow them to stop paying your residuals? Let me
say that one again. Are there a lot of clauses that allow them to stop
paying your residuals? Just because your recruiting literature says
“lifetime residuals,” and it says it in one place on your contract,
don't think there aren't 15 other places that say if the processor or
ISO canceled for A,B or C then lifetime residuals do not apply. So,
make sure you have a good contract, because if you don't, a buyer will
either NOT BUY it or will
PAY MUCH LESS.
As smart as we'd all like to think we are, a good attorney with ISO or
MLS contract experience is a must. Finally, I'll always say that
contracts are only as good as the people that stand behind them. So
what's the reputation of your ISO / Processor?
After the contract the next most important thing is reporting. As
simple as this may sound I've seen people think they could sell their
residual just by having the monthly deposit reports. Any legitimate
buyer will want to see detailed reporting. The more detailed the
better. You know I still see some residual reports in this business
that just have: Merchant Name, Merchant #, Volume, Costs and Profit in
a simple excel or Word document! What are you kidding? They could
have a monkey in the back room making up these #'s. You really should
shoot for details on EVERY revenue stream. That's Count, Cost Rate,
Sell Rate and Profit for EVERY revenue stream. (Check Cards, Debit,
Statement, Qualified, Mid. & Non- Qualified, Transaction, Annual,
Cancellation and More)
Next, are you going to sell your business along with your residual
stream? Yes, one thing that may make your residual more attractive to
a buyer is continued application flow. What's called the “sales
engine” can add significant value to the deal. Maybe the buyer is in
need of a regional office and you already have one. Maybe you have some
unique referral sources or sales strategies that suit the buyer's
growth plans? As with any type of purchase and especially when the
buyer may want more than just residuals, it's very important to have
your house in order. For example, do you have financials? Can you
provide professional accounting statements? Do you have good
contracts with your agents or referral sources? Do you have a solid,
and documented infrastructure or are you the only one who “just knows”
how things are done. Just think, would a new computer be worth more
with or without a help manual?
As a general rule the more organized and documented you are, the easier
it will be to complete a buyout deal and the more money you are likely
to receive. Now I know that it sounds time consuming and expensive to
run a tight ship, but that really doesn't have to be the case.
Outsourcing for a good attorney can really be done for a few hundred
dollars a contract if you use them sparingly. Monthly professional
accounting can often be had for $100 to $200 per month if you're not
too large. These things will not only pay big dividends if you go to
sell, but will help to protect and manage your business better along
the way.
Lastly, don't be one of those people who believes the world is going to
throw money at you just because someone else sends you a payment every
month.
Be prepared to share all the above documentation with any interested
party. It's a good idea to put in place a LOI (letter of intent) with
some type of NDA (non-disclosure agreement) so that the sensitive
information that is shared stays confidential. I've seen people want
to sell their residuals, but then be afraid to share any information
with anyone. So no matter what your exit strategy, go about it in an
organized and methodical way.
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